LH00-252E 05/02/01
AMENDMENT NO. 1
The Custodian Agreement (Fremont Business) of January 14, 2000, between
EMPLOYERS REASSURANCE CORPORATION a Kansas corporation (the "Company") and GREAT
SOUTHERN LIFE INSURANCE COMPANY a Texas corporation ( "Great Southern") and
STATE STREET BANK AND TRUST COMPANY a Massachusetts trust company (the "
Custodian"), is hereby amended as follows:
Effective October 1, 2000:
A. GREAT SOUTHERN LIFE INSURANCE COMPANY a Texas corporation is deleted
and THE COLLEGE LIFE INSURANCE COMPANY OF AMERICA a Texas corporation
and its successor ("Xxxxxxx") is substituted therefor. All references
in this agreement to "Great Southern" are hereby changed to "Xxxxxxx."
The name "Manulife" means Manulife Reinsurance Limited of Xxxxxxxx,
Bermuda.
B. Promptly after the execution of this amendment:
(1) The Custodian shall accept the transfer to this Account of
Americo's portion of the assets held by Bankers Trust Company
in accordance with its Escrow Agreement (formerly Ohio State
and Investors Guaranty Business/now ERC Assets) of May 21,
1997 with the Company and Xxxxxxx;
(2) The Custodian shall transfer all assets from its Custodian
Agreement (Ohio Life Business) of January 14, 2000 with the
Company and Xxxxxxx to this Account.
C. The parenthetical description in the title of this agreement is changed
from "(Fremont Business)" to "(Contingent Xxxxxxx Assets)."
D. Paragraph B is deleted from Section 2 and the following paragraph is
substituted therefor:
B. Contingent Xxxxxxx Assets
1. Xxxxxxx reinsures Manulife in accordance with their Stop Loss Retrocession
Agreement of October 1, 2000 (the "Stop Loss Contract");
2. Manulife reinsures the Company in accordance with their Coinsurance and
Modified Coinsurance Retrocession Agreement of October 1, 2000 (the
"Co/Modco" Agreement;
3. The Company reinsures the original ceding insurers in accordance with the
following reinsurance agreements (the "Coinsurance Treaties"):
Automatic Coinsurance Reinsurance Agreement of April 16, 1997 with The
Ohio State Life Insurance Company
Automatic Coinsurance Reinsurance Agreement of April 16, 1997 with
Investors Guaranty Life Insurance Company
Automatic Coinsurance Universal Life Reinsurance Agreement of December
31, 1995 with Fremont Life Insurance Company
Automatic Coinsurance Annuity Reinsurance Agreement of January 1, 1996
with Fremont Life Insurance Company
Coinsurance Life, Annuity and Disability Income Reinsurance
Agreement of January 1, 1995 with Ohio Life Insurance Company
4. The Company and Xxxxxxx desire to segregate the funds pertaining to
Americo's interest in the Coinsurance Treaties. "Americo's interest in the
Coinsurance Treaties" means 70% of the Ohio State and Investors Guaranty
reinsurance agreements and 100% of the Fremont and Ohio Life reinsurance
agreements.
5. The Company and Xxxxxxx will cause to be deposited into this Account the
funds pertaining to Americo's interest in the Coinsurance Treaties.
6. Except for the withdrawals permitted by the following paragraph, all
withdrawals to this Account shall be made or approved by the Company.
Withdrawals made or approved by the Company will be used by the Company for
the purpose of making the payments:
(a) under the Co/Modco Agreement;
(b) pertaining to Americo's interest in the Coinsurance Treaties.
7. For the purpose of administering the business covered by the reinsurance
agreements described in subparagraphs 2 and 3 of this paragraph B, without
specific approval from the Company, Xxxxxxx may during each calendar
quarter withdraw from this Account not more than $45,500,000 000 per
calendar quarter as an advance against (i) the balance due under the
Coinsurance Treaties to either party thereto for the same quarter; and (ii)
the balance due under the Co/Modco Agreement to either party thereto for
the same quarter; provided that no more than:
(a) $7,000,000 of each quarter's withdrawal may be used with respect to
the Ohio State business; (b) $3,500,000 of each quarter's withdrawal
may be used with respect to the Investors Guaranty business; (c) $
20,000,000 of each quarter's withdrawal may be used with respect to
the Fremont business; (d) $ 15,000,000 of each quarter's withdrawal
may be used with respect to the Ohio Life business.
The Custodian is not responsible for obtaining
approval from any party for withdrawals made by
Xxxxxxx in an aggregate amount of $45,500,000 or less
during any calendar quarter.
8. The Custodian will have no responsibility for
deciding when the deposits or withdrawals are to be
made or for determining the required amounts thereof
or for determining whether the assets are of a type
which are acceptable to the Company.
E. The Company will deposit into this Account the payments pertaining to
Americo's interest in the Coinsurance Treaties received by the Company
from the original ceding insurers. The Company will withdraw from this
Account the payments pertaining to Americo's interest in the
Coinsurance Treaties made by the Company to the original ceding
insurers. The Company will withdraw from this Account the payments due
Manulife with respect to the Co/Modco Agreement. The Company will
deposit to this Account the payments received from Manulife with
respect to the Co/Modco Agreement.
In all other respects not inconsistent herewith, this Agreement shall remain
unchanged.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be executed
in quadruplicate.
EMPLOYERS REASSURANCE THE COLLEGE LIFE INSURANCE
CORPORATION COMPANY OF AMERICA
By:______________________________ By:______________________________
Title:_____________________________ Title:_____________________________
Date:_____________________________ Date:_____________________________
STATE STREET BANK AND GREAT SOUTHERN
TRUST COMPANY LIFE INSURANCE COMPANY
By:_______________________________ By:_______________________________
Title:_____________________________ Title:_____________________________
Date:_____________________________ Date:______________________________
